8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): March 4, 2002

NEXTCARD, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-26019
(Commission File Number) 68-0384-606
(I.R.S. Employer Identification No.)

595 Market Street, Suite 1800, San Francisco, California 94105
(Address of Principal Executive Offices) (Zip Code)

(415) 836-9700
(Registrant’s Telephone Number, Including Area Code)

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TABLE OF CONTENTS

	ITEM 5. OTHER EVENTS
	ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
SIGNATURES
Exhibit Index
Press Release of the Company issued on 3/12/2002

ITEM 5. OTHER EVENTS

On March 7, 2002, the Company and the Federal Deposit Insurance Corporation, as Receiver for NextBank, N.A., entered into a Restated and Amended Service Agreement.

On March 8, 2002, the Company terminated a number of employees, certain of whom were offered temporary employment by the
FDIC-R’s third-party contractor.

On March 12, 2002, the Company notified the NASDAQ Market System that it would not be able to comply with the NASDAQ’s ongoing listing requirements, and voluntarily requested that the Company be delisted.

A copy of the Company’s press release describing these events is attached hereto as Exhibit 99.1. .

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(a) Financial Statements of Business Acquired.

           Not applicable.

(b) Pro Forma Financial Information.

           Not applicable.

(c) Exhibits.

Exhibit No.	Description
99.1	Press Release of the Company issued on March 12, 2002

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

NEXTCARD, INC.
(Registrant)

Date: March 12, 2002 /s/ Robert Linderman
Robert Linderman
General Counsel & Secretary

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Exhibit Index

Exhibit No.	Description
99.1	Press Release of the Company issued on March 12, 2002

4 EX-99.1 3 f79827ex99-1.htm PRESS RELEASE OF THE COMPANY ISSUED ON 3/12/2002

Exhibit 99.1

NextCard Announces the Signing of A
Restated and Amended Service Agreement with
the Federal Deposit Insurance Corporation

The Company also reports Delisting from NASDAQ and further Staff Reductions

SAN FRANCISCO—March 12, 2002—NextCard, Inc. (NASDAQ: NXCD) (the “Company”) announced today that it has signed a Restated and Amended Service Agreement (the “Agreement”) with the Federal Deposit Insurance Corporation (the “FDIC-R”), in its capacity as Receiver for NextBank, N.A. (“NextBank”), the Company’s former banking subsidiary. Pursuant to the Agreement, the Company transferred its portfolio servicing operations to the FDIC-R and agreed to continue providing, for a minimum of three months, certain administrative services and a nonexclusive license for the Company’s intellectual property. The Agreement provides for the FDIC-R to have uninterrupted access to the Company’s technology and proprietary systems during the period of time believed necessary for the FDIC-R to market NextBank’s credit card portfolio.

In exchange for the Company’s commitment to continue to provide technology support for the NextBank portfolio, the FDIC-R has agreed to pay certain ongoing fees and retention benefits necessary to maintain this support . The FDIC-R has the option to continue the agreement on a monthly basis after May 31, 2002 in return for the Company’s agreement to continue providing support. The FDIC has also made a non-recourse loan to the Company of approximately $1 million. The loan is non-interest bearing, will mature in six months and is secured by an assignment in favor of the FDIC-R of all of the Company’s right, title and interest in and to the security backing a letter of credit, in like amount as the loan, executed in favor of MasterCard International.

In connection with the Agreement, the Company has reduced its number of employees by 546 persons (approximately 90% of the Company’s workforce), leaving 64 persons remaining employed by the Company. Of the employees terminated, 465 persons have been offered temporary employment with a third-party contractor on behalf of the FDIC-R. The movement of the Company’s workforce to the supervision of the FDIC-R is intended to ensure continuous provision of customer and portfolio servicing with respect to the NextBank credit card assets.

Separately, the Company announced that it has voluntarily filed a request with NASDAQ to delist its stock from the NASDAQ Market System. The NASDAQ has advised the Company that its delisting will take place on or about March 18, 2002. The Company decided to request delisting because it is unable to meet the NASDAQ’s continued listing requirements. The Company has also been removed from the NASDAQ Financial 100 Index.

Statements contained herein as to the Company’s expectations and goals are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. More information on risk factors affecting the Company is available in the Company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K.

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EX-99.1

Press Release of the Company issued on 3/12/2002